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Metropolis Healthcare Ltd.

BSE: 542650 Sector: Health care
NSE: METROPOLIS ISIN Code: INE112L01020
BSE 00:00 | 20 Oct 2909.05 158.80
(5.77%)
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2777.30

HIGH

2958.40

LOW

2672.10

NSE 15:59 | 20 Oct 2907.55 157.60
(5.73%)
OPEN

2758.00

HIGH

2959.45

LOW

2672.55

OPEN 2777.30
PREVIOUS CLOSE 2750.25
VOLUME 43992
52-Week high 3240.95
52-Week low 1810.25
P/E 61.18
Mkt Cap.(Rs cr) 14,880
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2777.30
CLOSE 2750.25
VOLUME 43992
52-Week high 3240.95
52-Week low 1810.25
P/E 61.18
Mkt Cap.(Rs cr) 14,880
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Metropolis Healthcare Ltd. (METROPOLIS) - Auditors Report

Company auditors report

Opinion

We have audited the standalone financial statements of

Metropolis Healthcare Limited ("the Company") which comprise the standalonebalance sheet as at 31 March 2021 and the standalone statement of profit othercomprehensive income) standalone statement of changes in equity and standalone statementof cash flows our other ethical for the year then ended and notes to the standalonefinancial statements including a summary of the significant policies and otherexplanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the

Companies Act 2013 ("Act") in the manner so required and give a true andfair view in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at 31 March 2021 and profit and other comprehensiveincome changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards section Auditing(sas)specified 143(10) of the Act.

Our responsibilities under those sas are further described in the Auditor'sResponsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India together with the ethical requirementsthat are relevant to our audit of the standalone financial statements under the provisionsof the Act and the Rules thereunder and we have fulfilled in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate accounting to provide a basis for our opinion on theStandalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

Impairment Assessment of long-term Investments In subsidiaries And A joint venture

See note 5 to the standalone financial statements

The key audit matter How the matter was addressed in our audit
The Company Has long-term investments in subsidiaries and A joint venture (collectively "the investments") aggregating Rs. 12884.69 lakhs As at 31 March 2021. The Company records the Investments at cost less any provision for impairment loss. Our audit procedures included:
Changes in business environment could have a significant Impact on the Valuation of these Investments. As Such the Investments are tested for any triggers for impairment. If triggers Are identified the recoverable amounts of the investments are Determined and if the amount is lower than the carrying value of The investments impairment loss is recognised in the statement Of profit and loss. Forecasted revenue growth rate and related costs based on our The recoverable amount is based on the value in use model has Been derived from discounted forecast cash flow model. Understanding the process followed by the Company in respect Of the annual impairment analysis.
We Identified The assessment Of Impairment Indicators And Resultant provisions if any in respect of investment in Subsidiaries and a joint venture as a key audit matter considering: Evaluating the design and implementation and testing the Operating effectiveness of key internal controls related to the Company's process relating to review of the annual impairment Analysis including controls over determination of discount rate And terminal growth rate.
The significance of the value of these investments in the Standalone Balance Sheet. Challenging the reasonableness of the assumptions particularly Knowledge of the Company and market. Assessing historical Accuracy by comparing past forecasts to actual results achieved.
Performance and net worth of these entities and Involving the valuation professionals with specialised skills and
The degree of judgement involved in determining the Recoverable amount of these investments including: Knowledge to assist in evaluating the impairment model used and Assumptions (including discount rate and Terminal growth rate Applied by the Company by comparing it to a range of rates that Were independently developed using publicly available market Indices and market data for comparable entities).
- Valuation assumptions such as discount rate and Terminal growth rate. Testing data used to develop the estimate for completeness and Accuracy.
- Business assumptions such as revenue growth rate Related costs and the resultant cash flows projected to Be generated from these investments. Performing a sensitivity analysis to evaluate the impact of change
In key assumption individually or collectively to the recoverable Value.
Assessing the adequacy of disclosures in the standalone financial Statements.

Other information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the standalone financial statements and our auditors'report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.

Management's And board of directors' responsibility for the standalone financialstatements

The Company's Management and Board of Directors are responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the state of affairs profit/loss and othercomprehensive income changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified section 133 of the Act. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring accuracy and completeness of the accounting records relevant to the preparationand presentation of the standalone financialstatements that give a true and fair view andare free from material misstatement whether due to fraud or error.

In preparing the standalone financial statements the

Management and Board of Directors are responsible for assessing the Company's abilityto continue as a going concern disclosing as applicable matters related to goingconcern and using the going concern basis of accounting unless the Board of Directorseither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

The Board of Directors is also responsible for overseeing the

Company's financial reporting process.

Auditor's responsibilities for the audit of the standalone financial statements

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith sas will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.

As part of an audit in accordance with sas we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone financial tofraud or error design and perform audit procedures responsive to those risks and obtainaudit evidence that is sufficient and appropriate to provide a basis for our opinion. Therisk of not detecting a material misstatement resulting from fraud is higher than for oneresulting from error as fraud may involve collusion forgery intentional omissionsmisrepresentations or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriate in the circumstances. Under section 143(3) (i) ofthe Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to standalone financial statements inplace and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures in the standalone financial statements madeby the Management and Board of Directors.

Conclude on the appropriateness of the Management and Board of Directors use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significant

Company's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

Evaluate the overall presentation structure and content of the standalonefinancialstatements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation. We communicate with those charged with governance regarding among othermatters the planned scope and timing of the audit and significant any significant duringour audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditors' report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order 2016 ("the Order")issued by the Central Government in terms of section 143 (11) of the Act we give in the

"Annexure A" a statement on the matters specified paragraphs 3 and 4 of theOrder to the extent applicable.

2. A) As required by Section 143(3) of the Act we report that:

a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit; doubt on the

b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books;

c) The standalone balance sheet the standalone statement of profit and loss (includingother comprehensive income) the standalone statement of changes in equity and thestandalone statement of cash flows dealt with by this Report are in agreement with thebooks of account;

d) In our opinion the aforesaid standalone financial statements comply with the Ind ASspecified under section 133 of the Act.

E) On the basis of the written representations received from the directors as on 31March 2021 taken on record by the Board of Directors none of the audit findingsincluding directors is disqualified as on 31 March 2021 from deficiencies in internalcontrol that we identify being appointed as a director in terms of Section 164(2) of theAct; and

f) With respect to the adequacy of the internal financial controls with reference tostandalone financial statements of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure B".

B) With respect to the other matters to be included in the Auditors' Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations as at 31 March 2021 onits financial position in its standalone financial statements - Refernote 41 to thestandalone financial statements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company; and iv. The disclosures in thestandalone financial statements regarding holdings as well as dealings in specified banknotes during the period from 8

November 2016 to 30 December 2016 have not been made in these standalone financialstatements since they do not pertain to the financial year ended

31 March 2021.

C) With respect to the matter to be included in the Auditors' Report under section197(16): In our opinion and according to the information and explanations given to us theremuneration paid by the company to its directors during the current year is in accordancewith the provisions of Section 197 of the Act. The remuneration paid to any director isnot in excess of the limit laid down under Section 197 of the Act. The Ministry ofCorporate Affairs has not prescribed other details under Section 197(16) which arerequired to be commented upon by us.

Annexure A to the Independent auditor's report on the standalone financial

Statements Of metropolis healthcare limited for the year ended 31 march 2021

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

(i) (a) The Company has maintained proper records showingfullparticularsincludingquantitativedetailsandsituationoffixed assets (Property plantand equipment).

(b) The Company has a regular programme of physical verification of its fixed assets(Property plant and equipment) by which all fixed assets (Property plant and equipment)are verified once in three years. In our opinion this periodicity of physicalverification is reasonable having regard to the size of the Company and the nature of itsassets. During the previous year the Company had physically verified all its fixed assets(Property plant and equipment) and no material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company as disclosed in Note 3 to the standalone financialstatements except for the following:

Description Total number Whether Gross block Net block Remarks
Of cases Leasehold/ Freehold As on 31 March 2021 (Rs.lakhs) As on 31 March 2021 (Rs.lakhs)
Land 1 Freehold 1035.40 1035.40 Title deeds are in the names Of the entities which got
Building 4 Freehold 1092.87 844.08 Merged with the Company In the past.

(ii) Inventory has been physically verified at reasonable intervals during the year. Inour opinion the frequency of such verification is reasonable. The discrepancies noticedon verification between physical stocks and the book records were not material and havebeen properly dealt with in the books of account.

(iii) In our opinion and according to information and explanations given to us theCompany has not granted any loans secured or unsecured to companies firms limitedliability partnerships or other parties covered in the register maintained under section189 of the Act. Accordingly paragraph 3(iii) of the Order is not applicable to theCompany.

(iv) In our opinion and according to the information and explanations given to us andbased on the audit procedures conducted by us the Company has complied with theprovisions of Sections 185 and 186 of the Act with respect to investments made by theCompany. The Company has not granted any loans or provided any guarantees or security tothe parties covered under section 185 and 186 of the Act.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits as per the directives issued by the Reserve Bank ofIndia and the provisions of sections 73 to 76 or any other relevant provisions of the Actand the rules framed thereunder. Accordingly paragraph 3(v) of the Order is notapplicable to the Company.

(vi) We have broadly reviewed the bymanagement books of account maintained by theCompany pursuant to the Rules made by the Central Government for the maintenance of costrecords under sub-section

(1) of section 148 of the Act in respect of the Company's services and are of theopinion that prima facie the prescribed accounts and records have been made andmaintained. However we have not made a detailed examination of the cost records with aview to determine whether they are accurate or complete.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including Provident fund

Employees' State Insurance Income-tax Goods and Service tax and other materialstatutory dues have been generally regularly deposited during the year with theappropriate authorities. As explained to us the Company did not have any dues on accountof Sales tax Value added tax Duty of excise and Cess.

According to the information and explanations given to us there are no undisputedamount payable in respect of Provident fund employees State

Insurance Income-tax Goods and Service tax and other material statutory dues were inarrears as at 31 March 2021 for a period of more than six months from the date they becamepayable.

Metropolis healthcare limited for the year ended 31 march 2021 (contd.)

(b) According to the information and explanations given to us except as stated belowthere are no dues of Income tax Sales tax Service tax Duty of customs Duty of exciseand Value added tax as at 31 March 2021 which have not been deposited with the appropriateauthorities on account of any dispute:

Name of the statute Nature of dues Amount (Rs.lakhs) Amount paid Period to which The amount relates Forum where dispute Is pending
Income Tax Act 1961 Income Tax 113.93 - AY 2014-15 ITAT

(viii) In our opinion and according to the information and explanations given to usthe Company has not taken any loans or borrowings from any financial institution bank orGovernment nor has it issued any debentures.

Accordingly paragraph 3(viii) of the Order is not applicable to the Company.

(ix) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not raised any moneys by way ofinitial public offer or further public offer (including debt instruments) and has notobtained any term loans during the year. Accordingly paragraph 3(ix) of the Order is notapplicable to the Company.

(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its employees noticed orreported during the year nor have we been informed of any such case by the management.

(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the remuneration paid by the Company to itsdirectors during the current year is in accordance with the provisions of Section 197 ofthe Act. The remuneration paid to any director is not in excess of the limit laid downunder Section 197 of the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company and the Nidhi Rules 2014 are not applicable to it.Accordingly paragraph 3(xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable. The details of suchrelated party transactions have been disclosed in the standalone financial statements asrequired by applicable accounting standards.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly paragraph 3(xiv) of the Order is not applicable to the Company.

(xv) According to the information and explanations given to us and based on ourexamination of the records the Company has not entered into any non-cash transactionswith directors or persons connected with them during or the year. Accordingly paragraph3(xv) of the Order is not applicable to the Company.

(xvi) In our opinion and according to the information and explanations given to us theCompany is not required to be registered under section 45-IA of the Reserve Bank of IndiaAct 1934. Accordingly paragraph 3(xvi) of the Order is not applicable to the Company.

Annexure b to the Independent auditors' report on the standalone financial statementsof metropolis healthcare limited for the year ended 31 march 2021

Report on the internal financial controls with reference to the aforesaid standalonefinancial statements underclause (i) of Sub-section 3 of Section 143 of the companies Act2013 ("the Act") (referred TO in paragraph 2 (A) (f) under ‘report On otherlegal And regulatory requirements' section of our report of even date)

Opinion

We have audited the internal financial controls with reference to standalone financialstatements of Metropolis Healthcare Limited ("the Company") as of 31 March 2021in conjunction with our audit of the standalone financial statements of the Company forthe year ended on that date.

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to statements and such internal financial standalonefinancialcontrols were operating effectively as at 31 March 2021 based on the internal financialcontrols with reference to standalone financial statements criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India (the "Guidance Note").

Management's responsibility for internal financial controls

The Company's management and the Board of Directors are responsible for establishingand maintaining internal financial controls based on the internal financial controls withreference to standalone financialstatements criteria established by the

Company considering the essential components of internal control stated in the GuidanceNote. These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and of its business including adherence to company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013 (hereinafter referred to as"the Act").

Auditors' responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingprescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to standalone financial statements. Those

Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls with reference to standalone financial statements were established andmaintained and whether such controls operated effectively in all material respects. Ouraudit involves performing procedures to obtain audit evidence about the adequacy of theinternal financial controls with reference to standalone financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tostandalone financial statements included obtaining an understanding of such internalfinancial assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgement including the assessment of therisks of material misstatement of the standalone financial statements whether due tofraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls withreference to standalone financial statements.

Meaning of internal financial controls with reference to standalone financialstatements

A company's internal financial controls with reference to standalone financialstatements is a process designed to conduct provide reasonable assurance regarding thereliability of financial reporting and the preparation of standalone financial statementsfor external purposes in accordance with generally accepted accounting principles. Acompany's internal financial controls with reference to standalone financial statementsinclude those policies and procedures that (1) pertain to the maintenance of records thatin reasonable detail accurately and fairly reflect the transactions and dispositions ofthe assets of the company; (2) provide reasonable assurance that transactions are recordedas necessary to permit preparation of standalone financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of thecompany are being made only in accordance with authorisations of management and directorsof the company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assets thatcould have a material effect on the standalone financial statements.

Inherent limitations of internal financial controls with reference to standalonefinancial statements

Because of the inherent limitations of internal financial controls with reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial controls with reference to standalonefinancialstatements may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate.

Forb s r & co. Llp

Chartered Accountants

Firm's Registration no: 101248W/W-100022

Partner

Membership No: 105003

ICAI UDIN: 21105003AAAACM5469

Place: Mumbai

Date: 27 May 2021

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